To Be Happy
by DivaNikki
Summary: Author of "Someone Like You" etc., offers yet another sexy and dramatic story thriving around the rollercoaster relationship of our favorite couple Fran and Max - Elizabeth White


_Disclaimer: No copyright infringement intended! All characters and related rights belong to CBS and Highschool Sweethearts Productions. Just a fangirl having fun!_

TN Fanfiction

**To Be Happy**

(c)opyright N.P.

_*Author of "Someone Like You" etc., offers yet another sexy and dramatic story thriving around the rollercoaster relationship of our favorite couple Fran and Max - Elizabeth White*_

_Set right after 5th Season's Call Me Fran_

_"He was devastating a woman who was desperately in-love..." _

Maxwell Sheffield walked out of his office and proceeded through the livingroom and into the foyer but he stopped dead in his tracks when he saw Fran walking down the stairs wearing a dress that brought pleasure to his eyes. To most it seemed like she just wore another "little black dress," but to him it was most alluring. The 'm' shaped bodice showed just enough cleavage and the dress was short as usual showing her shapely legs which seemed longer as she wore 5 inch high heels. The stihletto's were a shiny red imitating her lips. And her soft dark curls fell upon her bare shoulders and down her back.

Fran: Be careful, you're face might stay like that.

He suddenly stiffened, realizing how long he must've been staring at her with his mouth half a jar. He cleared his throat and walked over to her where she was now at the hall mirror checking her face.

Max: Where are you going dressed like that?

She instantly heard a tad of jealousy in his voice and it made her smile.

Fran: I take that as a compliment, I hope.

Max: Oh, believe me, it's a compliment.

He now stood very close behind her and she looked at his reflection in the mirror behind her and watched as he looked down at the back side of her body almost with a primal look. Then he looked back at her through the mirror.

Max: You look ravishing.

Fran: Thank you. I have a date.

She watched as his face turned to pure horror and he sucked an intake of breath but before he could speak she quickly turned around and put her hand on his chest giggling.

Fran: I'm kidding.

He rolled his eyes annoyed and put his finger up to his temple.

Max: I bloody hate it when you do that.

Fran: What? Tease you or make you jealous?

Max: Both. You do it on purpose.

Fran: And it works every time.

She quickly reached up and gave him a peck on the cheek before she walked over to the table in the foyer and picked up her red clutch.

Max: Are you going clubbing with Val?

Fran: Sort of. I'm going to a club to celebrate my cousin Debbie's birthday. Val won't be there though. She's home with a cold. My two other cousins Monica and Vicky and all they're husbands and boyfriends will be there. Maggie and Brighton are at that Sorority party and might end up staying there overnight and Gracie is spending the night at a friends house so I figured it would be ok.

Max: Of course. Have fun.

Fran: You know, Niles is at his Butler's Associate Meeting. You're going to be here all by yourself on a Friday night. Would you like to come with me?

Max: Sure.

Fran did a double take on him.

Fran: You would?

Max: Why not? Seems like a fun time. Besides, you'll be the only one without a date. I wouldn't want you to be alone.

Fran smiled and cuddled up to him.

Fran: You wouldn't want me to be alone or you wouldn't want me alone with other men in the club?

Max shimmied away from her not answering.

Max: I'm going to change.

She giggled as he started up the stairs.

Fran: Hey! You didn't answer my question!

Max: Hey! I'll be back in a few minutes!

And about five minutes later, he arrived back down the stairs. Fran checked him out appreciatively as he now wore black dress pants, a crisp black dress shirt, his hair was a bit tousselled and she could smell the extra aroma of Armani. He looked yummy!

Max: Where are we going?

Fran: It's called Pink Elephant on 8th Street. I've been there before. It's amazing. We're going VIP tonight, otherwise, we would never be able to get in.

She walked over the closet and took out her sparkly black coat which he helped her put on.

Max: Do you want me to drive?

Fran: No, let's get a cab. Neither of us might be able to drive home afterwards.

He shrugged on his coat and motioned her to the door.

Max: I'm not going to drink that much, Fran.

She turned around to face him and stood taller than him as she was a step up. Hearing her name come from his mouth again sent a shiver down her spine - a good one.

Fran: That's not much fun, _Max._

He smiled back and they walked out.

At the club, Fran and Max checked their coats in and walked to the VIP area across from the dancefloor. Fran held Maxwell's hand and guided him towards a couch and table were she spotted her cousins. Max looked around. The name of the club was a little weird but he had to say it was amazing and he'd never seen anything like it. People of all ages were on the dancefloor as the DJ played loud music, lights flashed, the bars were crowded and everyone seemed to just be having a great time.

Fran: Here we are.

Seeing Fran, all the girls surrounded her with hugs. He had met all of them at previous parties. The girls were Fran's age and he could see where Fran's figure ran in the family as they each had on a snug cocktail dress. Each of them then gave Max a hug especially the blonde whom he was more familiar with and the one with probably the most thickest New York accent.

Max: There's the birthday girl.

Debbie: Fran didn't tell me you were coming.

Debbie hit Fran on the shoulder annoyingly.

Debbie: Cuzie, why didn't you tell me he was coming?

Fran: I didn't know he was. Max, this is Greg, Vicky's husband. I don't think you've met.

Greg: Nice to meet you.

Fran: And of course you remember Tom, Debbie's husband and Rick, Monica's boyfriend.

Monica: Listen, we've got our own bartender, open tab thanks to Rick and free appetizers. Stack up. We're going to dance.

Fran: Oo, I want to dance.

Max took a seat next to the guys as the bartender walked up to him.

Max: Fran, what do you want?

Fran: Get me a cosmo. I'll be back!

She barely got the words out as her cousins pulled her away towards the dance floor.

About an hour later, a few dances and drinks later, Fran walked back from the bathroom with Debbie on her arm. As she walked closer, she saw Max having a good time chatting and laughing with the men as they drank their brandy and beer. She noticed how relaxed he seemed. He was really having a good time and it pleased her. He needed to let loose and she was happy she was apart of it. When Max spotted her, he beamed as she walked towards him.

Max: There you are.

Fran: I need another drink. It's hot in here.

Max turned to her as she sat down.

Max: It's even hotter now.

Fran giggled.

Fran: Are you flirting with me, Mr. Sheffield?

Max: You taught me well, Miss Fine.

Bartender: Who ordered shots?

The bartender walked up with a tray full of tequila shots. Debbie raised her hand and woo'd and Tom whistled pointing to the table prompting the bartender to put the tray down in front of him.

Fran started to reach for one but Max held her back.

Max: Ah, Fran, you've already had a few martini's.

Fran: So?

Max: So, you don't handle alcohol well remember?

Fran: Afraid I'm going to stumble and end up in your bed again?

He caught her seductive smile and blushed.

Max: Stumbling into my bed and ending up in my bed are entirely two different things.

Fran: Which do you prefer?

Max leaned into her.

Max: If you're going to end up in my bed, Fran, I don't want you stumbling there on accident. I'd rather put you there instead.

It was Fran's turns to blush. They held intense, sexual stares at his statement before Vicky interrupted and held out to shots to them. Fran took both and handed him one.

Max: What is it?

Fran: Tequila.

Vicky: Here.

She handed Fran a lime and salt shaker.

Max: What's that for?

Fran smiled. Maxwell Sheffield was about to experience the tequila shot procedure.

Fran: You lick your hand, pour a little salt onto it, then lick the salt, take the shot and bite the lime.

Off his look, Fran took his hand and licked it which made a quick pleasurable shock go through his system. Fran put some salt on his hand and did the same with hers.

Fran: Go on.

Max did as she explained. After he did the shot, she quickly put the lime in his mouth. Max made a face as he pulled the lime out which made her laugh. Almost like a baby experiencing its first lemon.

Max: That's bloody awful. No wonder I never drink tequila.

Fran giggled and licked the salt off her hand and drank the shot. Max held the lime up. She leaned in to take it with her mouth but he moved it away and leaned forward meeting her lips with his. This suprised her but she closed her eyes and melted into him. He sucked her lower lip until he felt her mouth adjust over his again and her familiar tongue slid into his mouth. He let go of the lime and put his hand on her neck and readjusted his mouth to hers. Both opened their mouths, their tongue caressing in an erotic pace, an enticing thrill surge through their bodies.

Vicky gently pushed Debbie. The blonde turned to her but she caught Fran and Max at the other end of the couch kissing and she smiled. Tom, sitting next to Fran and Max, looked at the girls beaming and whispering and then looked back to the kissing couple.

Tom: We've got tongue action!

Monica: Wooooo. Get it girl!

Fran and Max, aware they now had an audience, pulled apart. Fran bit her lower lip as she smiled. Max, meanwhile, gently backed away a bit embarrased but kept his arm behind her resting on the couch as she wiped the corner of her lips.

Another hour later, Max sat watching Fran as she was invovled with Vicky, Debbie and Monica in a dancing orgy in front of him in their VIP space. He felt himself getting a bit aroused by all the grinding. Fran sure knew how to move her body and he found it very sexual. The song ended and Fran walked over and took a sip of water. He was happy she was drinking water because he could tell she was already overly buzzed as she put it.

Sheryl Crow's _If It Makes You Happy_ started and the girls started singing and slowly moving along to the beat. Fran motioned for him to get up. He did and she grabbed him into an embrace lipsynching to the song and dancing against him. He held onto her waist and watched her lovingly more than amusingly. He knew Fran Fine was full of life but right now, oh, she was just a breath of fresh air.

When the song ended, the solo tempo of Ted Nuget's "Stranghold" came on and the lights turned off except for the flashing lights which illuminated the club with a sexy flair linear to the music. Max suddenly became aware of Fran's moves. She had her back to him and moved her hips against his in a slow and enticing manner as her arms reached up behind her wrapping around his shoulders. He breathed heavily as his hands slid from her stomach and down her thighs. Their cheeks pressed together as he started to sway with her feeling the effects of her body, the alcohol, music and lights stimulate his entire being. Neither noticed the other couples dancing to the song. Actually, neither noticed anyone else in the club. They were lost in their own world. Fran swayed as she lowered herself against him and back up again. When she came back up, she felt his hot breath against her neck sending a wave of arousal in the pit of her stomach.

He kissed her neck. Then her cheek. She turned her head a bit. He got the corner of her mouth. She moved her head again and he captured her lips in a hard kiss. Turning to face him, their lips never broke. She wrapped her arms around his waist as their tongues fenced. Suddenly, Max pulled away and breathed heavily against her lips.

Max: I need some air.

Fran saw the passion in his eyes and she knew what he was really implying - to have a moment alone with her. She knew just the spot. Fran gently nodded and took his hand. Without a word, she pulled him through the crowded club to a back hallway by the bathrooms then out of a back exit. Usually in this alley, there would be people smoking or really getting some fresh air but no one was in sight at the moment. As soon as the door shut, Fran felt her back hit the brick wall of the club and his mouth was upon hers again, as was his body, pushed up against hers as close as she could ever remember them getting. Their mouths switched at every angle possible trying to deepen, make the kiss harder, last longer. Maxwell always loved kissing her but he never felt a kiss so sexually charged in his life. This moment itself brought him pleasure.

Fran felt his chest pressed up hard against her breasts and his hips pinned hers. They hadn't brought their coats, and it was cold outside, but all she was feeling was heat. She felt like she was started to prespire and didn't know if it was from the alcohol or the passion he was bringing her. God, she wanted him. Her hand got lost in his hair as he readjusted his mouth on hers again, sending his tongue in and out of her. Fran whimpered as thoughts of another part of him moving in and out of her penatrated her mind. Her whimper caused another shock of pleasure go straight to his groin and he pulled away. He had to stop this before he took her right here in this alley. She caressed his back as he put his forehead against hers, their breaths visibly mingling in the cold.

Fran: Had enough fresh air?

Max pushed himself off of her and reached for her hand. She took it and they walked back inside.

A little while later, Vicky walked up to Debbie.

Vicky: Are you sure they're not together?

Debbie turned towards Fran and Max. They sat next to each other on the couch, very closely, still drinking and talking.

Debbie: You know as much as I do. Personally, I think they hooked up.

Monica: Nuh uh. Did you see them earlier? There was too much chemistry and passion there.

Vicky: Well, if they haven't hooked up yet, I think tonight they're going to.

Monica: That's not like Frannie, though. She ain't gonna sleep with him while they're both drunk.

Vicky: I wouldn't be too sure of that. Sometimes, that's the only way to end up in bed with someone.

Fran: Hey cuzies, we're going to be going.

As Max and Fran gave Debbie a hug goodbye, Vicky held out her hand to Monica.

Vicky: Twenty bucks say Frannie has sex with Mr. Sheffield tonight.

Monica: Twenty bucks say Frannie don't remember what the hell she did with Mr. Sheffield tonight.

At home, Max locked the front door and turned off the livingroom lights as Fran stood by the stairs leaning onto post for support. Both their coats were lying on the floor together. Neither noticed. When he was finished he walked over to her a little uneven.

Fran: Will you come lay with me upstairs?

He took both her hands in his and leaned into her but with a skeptical and mischevious look.

Max: In bed?

She ignored his warning tone.

Fran: Cuddle with me in my bed. Come on.

Max chuckled as she started to walk them upstairs.

Max: You're drunk.

Fran: Yep.

Upstairs, Fran turned on the little lamp on her makeup table so the room could be only dimly lit and then kicked off her heels and threw her covers back. Max kicked off his shoes and got into the bed with her. They snuggled under the covers as she rest her head on his chest.

Fran: Thank you for coming with me.

Max: I'm happy you asked. I had a great time.

Fran: I'm surprised.

Max: Why?

Fran: Well, loud music, shots, clubs - it's not your kind of scene.

Max: Fran, no matter where I am, I always have a fun time with you.

Fran: Aw, that's sweet. Hey, It's 2 am. When's the last time you were up this late?

Max: I don't remember. Probably after one of my broadway parties. I haven't had fun like that in a long time.

Fran: You needed it.

Max: I did.

He caressed her curls with his fingers as she snuggled closer, her leg tangling with his.

Fran: You work too much. You need to get out more. It's healthy to have a night like this.

Max: Not with that much alcohol.

Fran giggled.

Fran: Are you going to let me sleep in late?

Max: I have a meeting with CC at eleven. I'll wake you up then because you'll have to attend to the children once I leave.

Fran: Ok, Good. The kids probably won't even be back here until noon.

Max: Oh, yes, I forgot they weren't here.

Fran chuckled and looked up at him.

Fran: We're schnockered, cuddling in bed together and with the door open...you really think we'd let this happen with the children home?

Max shrugged realizing that he did let this happen when just a moment ago he thought the children were home. Fran realized that, too. He was becoming more comfortable with their public display of affection...and not just in a place like the club earlier, but at home in front of the family.

Fran: Do you know how good it feels to be laying with you like this?

Max: I'm not going to lie, it makes me a little bit nervous to be in bed with you.

Fran: Why?

He just looked at her with a hint of a smile as he raised his eyebrows.

Max: I might take advantage of you.

Fran: And that's a problem because?

Max: You're intoxicated.

Fran: But you won't really be taking advantage of me because I would be participating eagerly and willingly.

Max: That I have no doubt about.

She giggled playfully and switched her position laying on her side, He moved with her and spooned her from behind as their fingers laced together. The last time Fran felt love and warmth and comfort like this with him was on the park bench in London. She loved that they could go from being sexy and passionate to sweet and caring the next.

Fran closed her eyes not only from her head whirling but he was now caressing her arm and she could feel his eyes studying her even though they weren't facing each other.

Max: Fran?

Fran: Hm?

Max: Thank you.

His voice sounded so gentle and quiet in the dark room.

Fran: For what?

Max: Coming into our lives. Making me and the children happy again.

He brushed some hair off her cheek and kissed it.

Max: I swear I don't know what we would've done if you hadn't walked up to our door that day.

Fran: It must've been fate.

Her comment lingered in the room for a few minutes as they layed still lost in their own thoughts. Fran started to feel the comfort of his embrace welcome sleep but she suddenly felt him gently pull on her shoulder until she was laying on her back. He hovered over her and she just stared at him with those gorgeous eyes of hers. She looked down at his shirt and started to unbotton it slowly, one by one. She just wanted to feel his skin. He didn't flinch.

She slid the material down his arms and tossed it to the end of the bed then ran her fingers along his strong arms. He bent down and kissed her. It was unhurried and gentle. He leaned back a bit and looked down at her - Fran Fine - lying there beneath him in bed. And she just looked so...content, peaceful, and giving.

The way she looked was in-love, and that's exactly how she felt. There was still passion in her eyes of course but she had him right where she wanted him where she could study him, admire him, and love him. And not as her boss, not as her friend, and not as a lover but as a soul.

Then he lowered himself on her. She softly caressed his back as he tried to read her thoughts and with both hands on the side of her head, he caressed her cheeks.

Max: What's one thing you've always wished for?

Fran wondered where that question came from but she barely hesitated.

Fran: To be happy.

She blinked and stared into his eyes.

Fran: Wha'ts one thing you've always wished for?

Max took a gently sigh.

Max: To be happy.

They both smiled.

He kissed her lips as she giggled against them but after a second kiss, she felt the passion accelerating once again and fully gave in. His tongue explored hers deeply and sensually, the most exsquisite feeling. He was in control but she couldn't get enough of him. Reaching her head up a bit, she kissed him back just as much, trying to get closer, deeper, but with their lips still attached he pushed her head back against the pillow again pressing harder, hotter. When he finally released her, his lips kissed her cheek and made their way down to her neck. She closed her eyes and tilted her head for better access. Her slight moarn was indication he was at the right spot. Each suck, lick, nip, and kiss on one of her most sensitive areas had her head reeling...and this was just her neck for goodness sakes!

He moved his mouth back up to hers and kissed her passionately again. She felt his hand caressing the fabric of her dress below her breast. He wanted to feel her again. Not since the hospital had he felt her and she wanted to feel him touching her in that way again. She put her hand on top of his and slid his hand up cupping her. That sent a shock through both their systems. He sighed huskily into her mouth as he felt her. Then he felt her adjust her leg so it wrapped around his hips. Both of their bodies started to heat up, becoming more aroused. Their breaths started to get heavy as their kisses became out of control. He pushed his arousal against her making her whimper with pleasure.

Max adjusted himself off of her and watched her face as he slid his hand up her thigh and between her legs. Her reaction was pure ecstasy. She looked sexy as hell, he couldn't think of any other way to explain it. Lathering butterfly kisses to her lips, he caressed her through her panties and then with courage, slipped his fingers underneath her lace thong. She slightly gasped against his lips as he worked her over. She hadn't felt another man's touch like this in so long. It didn't take too long before she caught her breath and started to slightly whimper in passion at each wave of pleasure building up from his finger tips to her core. Watching her face, staring into her eyes, as she started to lose it was the most intimate thing they had ever experienced together. As her breathing became shallowed, he kissed her passionately again and moved his hand harder, faster causing her to let out a moan as the hot energy released leaving her body feeling like hot lava. When she opened her eyes, he put his forehead against hers and both became still.

After a minute, Fran caressed the hair behind his ear and stared up into his eyes.

Fran: I love you, you know.

He was silent for a moment but answered her.

Max: I know.

She waited but nothing.

Fran: Max?

Max: I wish you wouldn't have said that.

Fran: Why?

Max: Because. This is how it usually goes, doesn't it?

He got off of her and they both sat up.

Fran: This is how what goes?

Max: Two people become intimate, the girl says she loves him and expects the guy to say it back.

Fran: Are you joking? What are we in highschool?

Max: _You_ were expecting me to say it back.

Fran started to become angry.

Fran: Well, it would've been nice.

Max: You know how I feel about this.

Fran: I did, but after tonight I thought...

Now he became angry.

Max: Well, you thought wrong.

Fran: What is wrong with you? Why are you acting like this?

Max: I'm just frustrated.

Fran: Heh, how do you think _I_ feel?

Max: I'm sorry.

Fran: You know what? I'm sick of your apologies. And what was this? Just so you could get your jollies?

Max: I wanted to please you.

Fran: So I could back off of you, right? Cool down a little?

Max: I didn't want to take it this far.

Fran: Why? Because if we did finally make love you would be obligated to say 'the thing'?

He shot off the bed.

Max: I'm not obligated to say one bloody thing!

Fran: You're damn right about that. Get out.

Max: Fran, I didn't want tonight to end like this.

Fran: Then I'm sorry I told you 'I love you.' I'm sorry I had to bring it up. Please get out. I'm going to bed.

When he didn't budge, she pointed to the door with fire in her eyes.

Fran: OUT!

Sighing, Max turned and walked out shutting the door behind him.

The next morning, Fran felt an echo in the distance ringing in her ears. She felt a throbbing in her head and the sunlight shining through her eyelids was already too bright for her to handle. The ringing became clearer and she realized it was the telephone. Then she heard her name being called that sounded like Niles. At least she thought it was. Unwillingly, she made her body roll over and reach for her cordless and answered the phone groggy.

Fran: Hello?

"So, did you guys do the deed last night?"

Fran: Who is...Vicky is that you?

Vicky: Yeah. So, did he see Frannie's every nook and cranny?

Fran sighed when she heard laughing in the background.

Fran: Who is that laughing? Is that Monica?

Vicky: Yeah, she came over for breakfast. We're having Mimosa's.

Fran: Oy, don't even talk to me about alcohol right now.

Vicky: Woke up with a hangover, huh?

Fran: Hangover? I think I'm still drunk.

Vicky: So, what happened with you and Mr. Producer Man when you got home? Did you make an earthquake? Monica thinks you don't remember anything.

Fran: We made a tremor, and I remember everything. Vicky, doll, I can't talk about this right now. I need tylenol, water, and tomato juice stat.

Vicky: Now, what exactly do you mean by tremor?

Fran: I'm hanging up now.

Vicky: Does it mean you didn't have sex or does it mean you did but you didn't co...

Fran hung up the phone irritated. She got out of bed and threw an unopened robe over her dress and walked downstairs. She didn't even care that she was dressed as the night before, her hair was messy and her eye make up smeared. When she got to the bottom of the steps, CC was putting her coat on. She froze when she saw Nanny Fine.

CC: Geez, you look like death, Nanny Fine.

Fran now saw Max standing on the other side of the stairs looking at her a bit concerned from last night as well as the way she might be feeling this morning physically AND emotionally.

Fran: I feel like it.

She gave Max the most catty look he had ever seen before she walked out of the foyer heading for the kitchen. That was the last time he would see Fran for another day an a half.

The next night, Max walked into the door and found Niles dusting.

Max: Good evening, ol' man.

Niles: Sir. You've been gone all day.

Max: I know, lots of things going on with the new production. How are the kids?

Niles: Good. Maggie is out with friends. Brighton and Grace are upstairs.

Max: What about Miss Fine?

Niles: I believe she is getting ready to go out.

Max: This late? Did she say where she was going?

Niles: Another club I believe she said. Didn't she mention anything to you, Sir?

Max: I haven't seen her since this morning.

Niles: I figured you were both going since you two went together the other night.

Maxwell was about to respond but they both turned their attention to the Nanny walking down the stairs. She wore an amazing maroon colored cocktail dress that showed off all her curves. It was unusually long for her as it snug to her knee but a slit on the left side rising to her upper thigh showed an an alluring leg. Her extra tall heels matched the color of her dress as well as her handbag. Fran finished putting her lipstick in her handbag as she took the last step. When she looked up she noticed Niles practically drooling as he stared at her dress but Max, he was staring into her eyes.

Turning from them she walked over to the coat closet.

Fran: Niles, I don't think as a butler it is appropriate for you to be looking at me like that...but as my best friend, stare away.

She looked over her shoulder and winked at him. Niles smiled and then proceeded to walk out of the room. Fran went to reach her arm into one of the sleeves of her coat but she felt two hands take the coat to help her. She hesitated a second before she accepted the offer.

Max: Where are you going?

Fran: Out with Val to a new rumba bar downtown.

Max: Just you two?

Fran: Yes.

Max: Can I go?

Turning around to face him, she flung her hair out behind her coat and just looked at him. No expression on either of their faces.

Fran: Sure.

Max didn't know why he asked after what transpired the other night and quite frankly Fran didn't know why she had agreed neither.

The Rumba Room was a bar as sexy as they came. It was packed with people mostly aged in their 30's and 40's and a lot of people were mediterranean and latin. The music was all samba and rumba ranging from flirty steps to sexy swaying. The atmosphere had a Brazil feel to it making it even more sensual.

Val sat between Fran and Mr. Sheffield drinking her cocktail looking at the two back and forth. The atmosphere was akward as Fran stared down at her cocktail and Max watched people dancing in silence.

Val: So...this place is pretty awesome, huh?

Max turned to her with a friendly smile and nodded. Fran looked up at Val the same and then took another sip of her drink. Val sighed and leaned towards Maxwell.

Val: Mr. Sheffield. Why don't you ask Frannie to dance?

Fran looked up at Val who talked loud enough for her to hear. Rolling her eyes, Fran crossed her legs and turned away from them as much as possible annoyed. Max noticed the song change to a slow beat and he stood up. He walked to where he was standing in front of Fran. She looked up at him and before he could even ask she stood up and motioned for him to start to the dance floor. She did not look impressed. Max took her into his arms but she stepped back so they had no physical touch, a challenge for a rumba dance.

Max: Listen, I'm sorry if I ruined your night by coming with but you did say it was ok.

Fran: Well, it's a free country.

Max: You could've said no.

Fran: Why did you want to come anyways? You haven't said a word to me all night.

Max: I could say the same for you.

Fran: That's because I have nothing to say to you, _Mr. Sheffield._

Max: Oho, I doubt that. In all respect, _Miss Fine_, you always have something to say.

Fran chuckled unamused. He gave her a slow twirl and brought her up against him. Again, she backed away.

Fran: Maybe you should go home.

Max: I'm not ready to go home yet.

He brought her rough up against him. For a moment she felt that spark, the passion, but images of the other night flashed through her mind. There was no way he was getting back into her good graces this way. He made himself perfectly clear that night how he felt and she was sick of this whole cat and mouse game. It seemed he enjoyed the chase better than the catch and she did not want to be played...even if he was dealing with his own demons. She had put up with it for so many years. She needed to move on or atleast show Maxwell Sheffield what he was losing.

Fran got out of his embrace and walked back to the table as a fast samba song started. Fran took Val's hand and they started dancing as best friends do. Maxwell sat down and watched Fran as she shimmied and shook her body to the beat. He kept his eyes targeted at hers as she looked over at him every 5 seconds. He knew what she was doing. She was not only teasing him but trying to get back at him by showing him what he was missing, showing him he really screwed up. She still wanted him, though. They both knew that. She couldn't deny it. Just the way she looked at him now screamed, "Come and get me. I dare you." But for both their sakes, he wasn't dare going to try not yet anyway.

When the song ended, Fran and Val walked over to Max as he set his empty glass on the table.

Fran: More drinks, Val?

Val: Yes, please.

As she walked past Max, he grabbed her hand.

Max: Can you get me another as well?

Fran gently cleared her throat a bit irritated as he smiled at her. But she smiled back and opened her hand for him wiggling her fingers. Max rolled his eyes himself as he reached into his pocket for money and put it into her hand.

He watched her as she walked up to the bar when a man, who had also been watching Fran, tapped Maxwell's arm beside him. Max turned and came face to face with a dark haired man a few years younger than him. The man gave a friendly smile and reached out his hand to shake Max's.

Vic: Vic.

Max: Maxwell.

Vic: Pretty wife you have there.

Max looked at him curious and Vic nodded towards the back of Fran. Max looked at her and then back to Vic. Val payed close attention to Mr. Sheffield.

Max: She's not my wife.

Vic: Is she your girl?

Val leaned in a bit ready to hear this answer. Max noticed. He wanted to say yes but tonight it didn't seem to be so. All Max could do was shake his head 'no' and turn away from the man to cut anymore conversation. Vic stood up and walked towards Fran. Both Max and Val watched as he introduced himself to Fran and she welcomed him with a friendly smile and flirty giggles. Minutes later Val motioned towards Fran.

Val: Geez, she's had our drinks there for ten minutes already. I don't want to interrupt though.

Frustrated Max stood up and charged their way. In the midst of conversation, Max walked in-between them and reached for his and Val's drinks. Vic immediately stepped back and Fran set an irriated scorn on her "employer."

Max: Oh, excuse me.

Fran: Mm hm.

On his way back to the table, a blonde stopped him blocking his path smiling suprised to see him.

Max: Diana.

Diana: Maxwell.

She kissed his right and left cheek.

Diana: You are the last person I expected to see here.

Max: Too hip for me?

Diana: I just pictured you to be a billiards or yacht club type of guy surely not a rumba club.

Max: This is actually the second club I've been to in the past few days.

Diana: Wow. You are full of surprises. So, what are you doing here - meeting women?

Max chuckled and glanced over at Fran who now caught his eye as she was still in conversation with Vic. Max put his hand on the small of Diana's back and led her back towards their table and made sure Fran saw how low his hand was. This also caught Diana's attention.

Max: Hardly. Here with a few friends. Just needed to get out of the house.

Diana: I hear ya.

Max: You're not here alone are you?

Diana: No. I'm here with my brother David. He's out there somewhere.

As they approached the table Val looked at the blonde almost as surprised as she was when she watched Mr. Sheffield interrupt Fran and the other fellow.

Max: Diana, this is Val a friend of my family's and Val, this is Diana. Diana has been a chorus girl in almost all of my productions.

Val: Nice to meet you.

Diana: Likewise. Maxwell, can you do a girl a favor and take her on the dancefloor for a spin?

Max: Of course. Would be an honor.

He led her on the dancefloor as Fran and Vic walked over to the table. Fran watched as this blonde was all over her man and she saw fire in her eyes. More importantly he was moving with this blonde the way he had been moving with her.

Fran urged Vic to dance with her right there and they did. She bumped and grinded against him as provacatively as she could just so Max could see. And he did see...he saw this Vic fellow's hands feeling her thighs and ending up on her bottom and she wasn't moving them away. And at that moment, they both glared at one another.

It was 1:30a when they walked into the mansion in silence. Maxwell's tie was hanging loose and his collar unbottoned. Fran's hair looked a little messy and she already kicked her heels off. They both looked exhausted.

Max stood at the mini bar and exhaled aggravated as he picked up a glass and poured himself some brandy. Fran stood a few feet behind him with her hand on her hip.

Fran: Don't you think you've had too much?

Max slightly turned his head over his shoulder and chuckled before he finished pouring.

Max: I haven't had enough.

He turned around and looked at her up and down taking a sip of his drink. His eyes fixated from her her leg visible through the slit off the dress to her cleavage.

Fran wasn't impressed at the moment. She took a few steps to him seductively, teasing him.

Fran: See something you like?

Max: Did you wear that dress tonight to impress all the other men?

Fran: No.

Max: Then why did you let Vic sample it?

Fran's eyes caught his for a solid few seconds before she answered.

Fran: Because you were too invested with Diana.

Max clenched his jaw before he took another sip of brandy. She pressed her chest against his looking up at him.

Fran: Would you like to sample it now?

Max looked down at her breasts against him but then back at his glass uninterested.

Max: I'm not interested in another man's leftovers.

Fran took a step back from him, insulted.

Fran: I cannot believe you just said that to me.

Max: Well what the hell do you expect? Your ass was in his hands all night.

Fran: Because her ass was all over you tonight.

Fran sighed trying to calm down.

Fran: Look, it doesn't matter. We both left the bar together.

Max: If you left the bar with me expecting me to sample anything, you might as well go back to that Vic fellow, because you sure aren't ending up in my bed tonight.

He went to take another sip but Fran had it. That was another 'drunk' comment from him taken too far. She was shocked at the things he was saying to her. She grabbed the glass and threw it on the ground, shattering into a million pieces.

Max: Oh, bloody hell. Fran!

Fran: That's Miss Fine, you bastard.

She walked away from him, but he was close up on her. They made it to the foyer when he grabbed her arm in rage and swung her back to him, her arms landing against his chest as he held them.

Max: Why were you all over him?

Fran: Because you were all over her.

Her voice was like a cat's hiss. And her eyes were like daggers. He kept a hold of her, his jaw working overtime and his hands getting tighter on her wrists. He did it unintentionally through his anger, she knew that, but if he tightened his grip anymore, he would really end up hurting her.

Fran: Now, let go of me before I kick you someplace where you'll never end up in bed with anyone ever again.

Max realized his strength against her wrists and quickly let go of her, afraid he was hurting her. He watched as she rubbed her wrists and felt a stab of guity invade his heart. His face dropped and she could see 'sorry' written all over his face. He opened his mouth about to say something but she cut him off.

Fran: I'm fine.

Max sighed and walked back into the livingroom more like pacing but stopped before he stepped on the pool of glass, the glass she had just shattered moments ago. He chuckled and shook his head.

Max: You really are something.

Fran walked over to him smiling.

Fran: Never a dull moment.

Maxwell smiled at her playful joke. She put her hands against his chest tentatively. He softly rubbed her upperarms with his thumbs.

Max: I didn't like seeing you in his arms.

Fran: All that matters is I came home with you and now I'm in your arms.

Max slid his hands around her waist and brought her closer up against him. He then slid his hand along her back and down to her bottom.

Fran: Sampling the dress?

Max: Mm hm.

She felt his hand slide across the bottom hem of her dress but then his fingers slid across her thigh.

Max: Oops, that's you.

Fran's smile faded as she looked at his lips and took his other hand from her waist and slowly slid it up until he was cupping her breast.

Fran: That's me, too.

Max swallowed as he readjusted his hand to a better angle.

Max: I remember.

She leaned in and kissed him softly. He responded back. She kissed him again, this time pushing her tongue against his to make it passionate but he removed his hand and stepped back leaving her a bit stunned.

Max: I can't.

She didn't want it to happen, she didn't meant it to happen, but it happened. In a second, tears formed and she let out a sob. It was quiet but the both heard it.

Fran: Why? Again?

Max stood his side looking down not daring to look at her while she was crying.

Max: Because I know what you expect, and I can't give that to you. Not yet anyway.

Fran: Dammit, Maxwell. I'm not asking you to marry me the next day. The only thing I expect, or hope, is for you not to wake up with regrets!

Max tried to form a coherent setence in his mind but nothing came out. He had no vocal response.

Fran: Do you think once you give into your "urges" you will have regrets?

Max: I-I don't know anything anymore, Fran.

Fran: Yes, you do. You just won't admit your feelings. You're letting fear and guilt as a widower and a single father get in the way of commitment and intimacy.

Max wanted to respond to that, too, but he couldn't. The next thing he knew, she stood in front of him, her hands on his face forcing him to look her in the eyes. Tears streamed down her cheeks, masquara spreading around her eyes, and her lips vibrated by whimpered sobs. She knew he didn't want to see her this way but he had to see on the outside the way he was making her feel on the inside. He was devastating a woman who was desperately in-love.

Fran: Tell me you don't want me.

He stiffened and stood up straight, his expression a bit stunned that she even asked him that.

Max: I don't want you. I need you.

She wrapped her arms around his neck and whisperd into his ear.

Fran: Tell me you don't love me.

When he didn't respond as quick as he did with the previous question, she leaned back from him to look him in the eyes again.

Max: I don't love you.

She slightly gasped as she stepped back from him and slapped him hard across the face. Anger replaced her sadness as she sprinted towards the stairs. He ran after her. Just as she got on the second step, he grabbed her. She cried and struggled in his arms more from what he had just said to her, rather than being trapped in his strong hold.

Her back suddenly was pushed up against the wall and they both became still as he held her gaze, their breaths harshly mingling together.

Max: I'm IN-LOVE with you.

Fran looked at him like she hadn't heard him right. His voice came out like hiss now and he was shooting daggers into hers just like she had done momentarily. He pushed away from her.

Max: I'M IN-LOVE WITH YOU! THERE! ARE YOU BLOODY WELL HAPPY NOW?!

And with that, he turned and walked over to the lazy boy where he stooped down. Fran stood frozen against the wall shaken. He didn't look at her as she basically dragged herself over to the couch and sat across from him. Fran clasped her hands on her lap and looked down at them silently as Max absentmindedly rubbed his temple.

Suddenly, they saw Niles sleepily walk in the room in his robe. Both looked at him but neither moved an inch. Niles took one look at the glass and at both of their attire and expressions before he hurried over to them.

Niles: I heard commotion. Is everything alright, Sir?

When Max didn't answer, he turned to Fran.

Niles: Miss Fine?

She sat up straight and nodded at him.

Niles: Mr. Sheffield, you have a cut on your face.

Max finally looked up at him and then he looked at Fran who had just noticed the tiny cut on his cheek.

Max: Do I? It must've been from Miss Fine's ring when she slapped me.

Niles looked at Fran eyes wide. Fran looked down at her cocktail ring and back up at Max now showing her own worrisome expression as he had when he held her wrists too hard. She never thought she would ever hit Mr. Sheffield, let alone leave a mark on him. Max noticed her apology in her eyes and he sat up.

Max: Actually I cut myself shaving, Niles. Nothing to worry about ol' man.

Niles: And did you cut yourself when you were shaving with this?

Niles turned and pointed to the shattered glass on the floor.

Fran: That was my fault, Niles. You know how clumsy I can be sometimes. I'm sorry. I'll clean it up.

Niles: No, no, Miss Fine. I don't want you to hurt yourself. I'll do it. No problem.

Fran: Aw, thank you Niles. Well, I'm going to bed now.

Max and Fran's eyes locked

Fran: Goodnight.

He didn't say anything as she turned and walked upstairs.

The next afternoon, Fran walked down the stairs as the doorbell rang. When she opened the door, she was stunned when she saw the familiar blonde standing on the other side.

Diana: Hello, Fran.

Fran: What are you doing here?

Diana smiled almost cattily as she walked past Fran, inviting herself in just as Niles walked into the foyer.

Diana: Maxwell is expecting me. We're going out for coffee. Didn't he tell you?

Fran: No, he forgot to mention that.

Niles: I will let him know you're here.

Fran grabbed Niles' arm as he went to turn.

Fran: Egh, eh. Please, _let_ me.

Fran forced a friendly smile before she turned and walked across the livingroom.

Maxwell and CC were busy going over contracts in the office when Fran walked in without knocking.

CC: Oh, Nanny Fine. Can't you knock? We're busy.

Fran ignored her as she walked with stride across the office and around his desk. He immediately noticed her demeanor and sat up right dropping his papers onto the desk. He turned his chair towards her as she walked to him. She put both her hands on his arm rests and leaned towards him with a snarkiness in her eye.

Fran: Your little blonde dancing partner is waiting for you in the foyer. You don't want to keep the coffee waiting.

She let go of the chair forcing him back upright and walked out of the office slamming the door behind her.

CC: Maxwell, who is this dancing partner and what the hell is wrong with Nanny Fine?

Max stood up and buttoned his suit jacket.

Max: Don't worry about it, CC. I have an appointment. I will be back to sign the contracts in a little bit.

After having coffee with Diana, Maxwell took a walk. He noticed familiar brunnette and blonde dash into Chanel.

Fran tried on a pair of sunglasses and looked herself in the mirror.

Fran: You like these?

Val: Nah, too Dame Edna.

Fran giggled and tried on another pair.

Fran: What do you think of the...

She stopped in mid-setance when she saw Maxwell's reflection behind her in the mirror. Their eyes locked. Fran took the sunglasses off and looked down.

Val: Oh, hi Mr. Sheffield.

Max: Hello, Val.

Normally Val would make conversation but she knew the circumstances and the tension was thick. Instead, she walked over to the purses. Max walked up behind Fran and reached around taking the sunglasses out of her hand. He looked at the price tag.

Max: How are you going to pay for these?

Fran: Your credit card.

Max cast a smile as she slid from him and walked over to the dress section and he followed pretending to take notice in items. Fran slid her hand down a white dress snug on a manican.

Fran: How was your date?

Max: Meeting.

Fran: You say tomato.

Max: I appreciate your jealousy but it wasn't a date.

Fran turned to him.

Fran: I wasn't jealous.

Max: Could've fooled me.

She turned back around and examined the dress again more to keep herself distracted.

Max: That would look good on you.

Fran: Would you sample it?

He walked closer behind her to whisper against her.

Max: You know I would.

She walked over by Val to the purses and he was still on her heels.

Max: I told Diana I would give her an audition for my new producation. But now it didn't seem appropriate so I had to meet with her to tell her it wasn't going to work out.

Fran: You could've called her.

Max: After last night I wasn't just going to call her. I am a gentleman.

Fran: Well, I wish you weren't a gentleman with me all the damn time.

Max knew exactly what she was preferring to. He braced his hands against her hips and pressed against her seductively hissing into her ear.

Max: If you want, I'll take you into one of those stalls right now.

Fran grabbed his hands and took them off of her whispering.

Fran: Stop.

Val looked at them and quickly looked away trying not to listen. Fran kept walking trying to remain normal in appearance but he was still behind her egging her on.

Max: I will. Just tell me to and I'll do it.

Fran: Please, stop.

Max: I want you.

Finally, Fran turned around her eyes filling up with tears.

Fran: Stop it.

His face softened as he saw tears in her eyes once again.

Max: Don't be mad at me.

Fran: I'm not mad at you, dammit. I'm mad at myself!

She walked out and Max stood there almost helpless. He looked over at Val who didn't know what to do but nudge her shoulders and run out after her best friend.

That evening, Fran walked into the door looking tired but in reality, she was emotionally drained. Niles walked in as Fran started to shrug off her coat.

Fran: Hi.

Niles: Everything alright?

As he helped her with her coat, he noticed that she looked almost the same way Mr. Sheffield did when he came home earlier.

Fran: Yeah, I'm ok.

Niles: You were out long.

Fran: Was just hanging out with Val all day. Is Mr. Sheffield here?

Niles: No. He said he had business to attain to. That was hours ago.

Fran: Oh.

Niles: He, ah, told me to give you this.

He reached into his pocket and handed her a folded up letter.

Fran: Why don't you just tell me what it says, I'm sure you already read it.

They both smiled.

Niles: If it's not in a sealed evelope, obviously.

He handed her the paper anyways which she opened and read.

Fran,

Please meet me for drinks at The Jazz Room at the Plaza, 9 o'clock. I will be waiting.

Maxwell

Maxwell sat at the bar in The Jazz Room checking his watch every couple minutes and then turning towards the entrance as he sipped on brandy. The Jazz Room had a sexy atmosphere with dim lighting, semi-private booths, smooth jazz playing from the band and gentle sounds of clinks and ice in glasses. As he took another sip of brandy, he felt a hand on his shoulder. He smiled and looked over his shoulder but came face to face with a alluring red-head.

Woman: You look like you could use some company.

Max: Ah..

Fran: No need, his company is here now.

The red head looked Fran up and down ignorantly as if she was another gold digger.

Woman: I saw him first.

Fran: Yeah, but I've been living with him for years.

Fran took the woman's hand from his shoulder and shoo'd her way. The woman rolled her eyes and walked away. Fran smiled at Max and slid into the chair beside him.

Max: You look beautiful.

Fran: Thank you.

Max: I started thinking that you weren't coming.

Fran: I got stuck in traffic.

Max did a double take on her as she fiddled with her pocket book.

Max: Is that the truth?

Fran: No. Actually, my hair didn't turn out the way I wanted it to so I had to start all over again.

Max looked at her hair and noticed it was exactly the same as it was when he last saw her today.

Max: Fran.

God, he knows me so well, she thought.

Fran: I, um, I almost didn't come.

Max: Why?

Fran: Because of what happened earlier.

Max: That's why I arranged this.

Fran: I know.

Max: Let's go to a booth.

He motioned Fran first. She noticed his hand on her lower back as they searched for an empty booth. It felt good. Finding one, she slid in first and he slid in after her as a waitress walked up.

Waitress: What can I get you to drink?

Fran: White wine spritzer, please.

Waitress: Would you like another, sir?

Max: Yes, please. Brandy Manhattan on the rocks.

He waited until she walked away before he turned back to Fran.

Max: I'm sorry.

Fran looked him into the eyes before she sighed and started to speak but he cut her off.

Max: No, Fran I'm sorry...for everything.

Fran: I told you I'm not mad at you. I'm not mad at you for last night. I'm not mad at you for The Thing. I'm not mad at you for London. I'm not mad at you for anything anymore. I was, but I accept it now. Everything happens for a reason, right?

Max: I suppose. Can I ask you a question?

Fran: I'm not sure I can answer.

He recognized her usual tease and slightly smiled.

Max: You said you were mad at yourself. What did you mean?

Fran hesitated but the waitress came back with their drinks.

Waitress: Would you like anything else?

Max looked at Fran but she gently shook her head.

Max: No, thank you. We're all set.

She walked away as Fran took more than a sip of her wine which he noticed. He moved in closer to her and put a hand on her knee under the table. She smiled inside at his caring caress and put her hand over his.

Max: So?

Fran: I'm mad at myself because I realized I was pushing you too hard. That's why all of this happened. Last night, I was contemplating what you said to me. I was thinking, did he tell me he is in-love with me just to get me off his back, did he say it just to tell me what I wanted to hear, or did he really mean it?

Fran felt shivers all over her body. She didn't know if it was from being so blunt to him about her thoughts or if it was because his hand was on her leg and he hot breath now lingered on her neck as he lingered into her.

Max: I did not say it just to get you off my back. And I did not just say it because it was what you wanted to hear.

Fran: You didn't?

Max leaned back just enough so they could be face to face.

Max: No.

Fran: But it shouldn't have been that way. If I had only stayed at arms length the way you wanted it, you would have told me on your own time in the right way.

Max: I was mad because of the same reason.

Fran backed away from him a bit.

Fran: So, I did push you too hard? I'm sorry. I just...

Max: Fran, I meant because it wasn't the right way. It's true, I didn't want to say it that way under those crummy circumstances. And you did push me, but if you hadn't, I probably would have never come to terms with the way I really feel. And before I forget, I want to apologize for the way I was talking to you earlier.

Fran: When? Last night or this afternoon?

He caught her smile.

Max: You're teasing me again.

Fran: Maybe.

Max: Both, actually. But, I meant for this afternoon. It was digusting of me.

Fran slid back to him seductively.

Fran: I actually found it kinda sexy.

Max: Really?

Fran: It was a turn-on.

Max: But?

Fran: But, I felt like you were also just saying it for my benefit again to either give me what I want or to piss me off.

He leaned back into her to whisper in her ear. She put her hand on his leg which he noticed enticingly.

Max: Believe me, it wouldn't be just for your benefit. I said it because I wanted to show you I do want you even though I have pushed you away.

Fran: You wouldn't have really done that, in a dressing room.

Max: Well, not the first time around.

Fran bit her bottom lip. Normally, she would have giggled at his own teasing remark but she was getting turned on by this.

Fran: Let me ask you something now.

Max: Shoot.

Fran: How did you picture telling me you love me for the first time - I mean other than in a plane that's about to crash?

Max chuckled before he responded.

Max: I pictured it to be romantic. I would've probably set up candles...Niles would've set up candles...

Fran giggled at his corrected himself.

Max: There'd be champagne and chocolate.

Fran: Mmm.

He leaned more into her.

Max: Strawberries.

He gently kissed her lips.

Fran: A bed.

Max: Precisely.

Fran: Sounds like a dream come true.

Max backed away and cleared his throat nervously she could see. He reached into his pocket and slid a key to her.

Fran: What's this?

Max: The key to room 802 that I rented for us tonight.

Fran froze staring at him.

Max: Start dreaming.

Fran nervously let out a brethy giggle as she set the key down.

Fran: I didn't expect this.

Max saw her nervousness. He put a finger under her chin and turned her head to look at him which she did with seriousness.

Max: I want to do it right.

Up in the hotel room, Fran stood in the middle of the candlelit room. There was champagne chilling, strawberries and chocolate next to it, and a huge king size bed. Max put the 'do not disturb' sign out and shut the door behind him then proceeded to her. Fran smiled as he took her hands in his.

Fran: Are you going to say it before or after the 'bed' part? Cause if you're going to say it before, you better hurry.

He caught her playful wink and then pretended to be looking for something.

Max: We're missing something.

Fran: What?

Max: Something.

Fran: Max, look around everything is perfect.

Max reached into his pocket and smiled at her. She noticed his head lowering and lowering as he now kneeled before her. She gasped knowing what was happening before he pulled out a ring box and opened it. A diamond flashed before her eyes. She put her hand over her mouth, tears filling up.

Max: You didn't think I could tell a woman I'm in-love with her and not propose, did you?

Fran let out a surprised breath and put her hands to her mouth.

Fran: Are you serious?

He nodded.

Fran giggled through her tears as she kneeled in front of him and hugged him. He held her, stroking her back as she cried.

Max: I didn't say it yet.

Fran sighed and melted against him.

Fran: I don't care.

He chuckled and released her prompting her to look at him.

Max: Fran, I know I've made mistakes in the past but I'll never break your heart again. I want you to be happy and I want to be happy again. With you by my side, that wish will come true for me. Will you spend the rest of your life with me? Will you marry me?

She put her hands on his face and looked deep into his eyes.

Fran: What do you think?

He slipped the diamond on her finger and kissed her passionately.

The End


End file.
